Nocturne
by Guyana Rose
Summary: While working on a Glee assignment Mercedes stumbles upon Rachel's greatest secret; which inadvertently leads her to find out something else about the brunette diva that Rachel didn't even know about herself. Girl!peen Rachel. Mentions of girl!peen Santana. Takes place during Senior year.


**Word Count:** 14,795

**Summary:** While working on a Glee assignment Mercedes stumbles upon Rachel's greatest secret; which inadvertently leads her to find out something else about the brunette diva that Rachel didn't even know about herself. Girl!peen Rachel. Mentions of girl!peen Santana. Takes place during Senior year.

**A/N:** So yeah, I've been having a bit of an issue lately with writing smut. My mind's been doing way extra than I've wanted it to and coming up with elaborate plots and making up shape-shifter lore and all that jazz (still working on that story, you'll see it soon.) So as I was chatting with my Being Human partner, the talented J. Rease, this morning this little tidbit snuck in to my brain and blossomed. It's just enough plot to make the smut make sense; I think.

On another note; I started a story way back for someone that wanted a Rachel/Mercedes pairing. I have yet to finish that story. So, Pillowlover, if you're still around and reading, my apologies that I haven't been able to finish Lover's Vow as of yet; please accept this as a replacement.  
And to anyone else that has given me prompts, I thank you for your patience. I will get them done as my muse allows; can't force a story.  
I hope you all enjoy.

Currently unbetaed; please excuse my mistakes.

**Disclaimer:** I own only the story itself. Glee belongs to R.I.B.

**Please read & review  
**

* * *

Schuester's hat of fate never fails to earn eye rolls throughout the choir room. This time around he wants each pair of students to pick a Broadway duet to perform at the end of the week.**  
**

Brittany is the first to pick, drawing Quinn's name from the hat. This makes the dancer's face split in to an Alice In Wonderland Cheshire cat smile. Brittany's been lusting over the shorter blonde for a few years now; and the dancer is determined to get what she wants. Santana draws next, pulling Tina's name out of the hat. Brittany raises her hand to her best friend, offering her fist which Santana gladly bumpa with her own. It seems both girls have similar lusts and no longer mind the hat of fate aiding them in their endeavors. Artie draws Finn, Mike draws Matt, Rachel draws Mercedes, and Kurt draws Puck. When class and the school day are over, everyone makes their plans to meet up at each others' houses to go through songs and dance routines.

Rachel ends up in Mercedes' bedroom after a small snack made by Mrs. Jones. Of course Rachel's iPod is filled with Broadway works so the girls had plenty of material to go through. They end up narrowing their choices down to the Rent movie soundtrack. Mercedes wants to do something memorable, so she suggests The Tango Maureen. The theme of the song would have the two fighting over a common love interest while the choreography would hopefully set fire to the imagination of anyone who views it.

The movements are simple to learn, and the girls add in their own flair along the way. After about two hours of near constant repetition, Rachel excuses herself to the bathroom. She stands in front of the mirror panting as she leans in and grips the edges of the sink. She takes a long look at her reflection. Her hair is tied back in a messy ponytail. Her bangs cling to her sweaty forehead. The form fitting tank top she's wearing is stuck to her skin in different places. She closes her eyes and tries to get her breathing under control; but it doesn't prove to be an easy task. All she can see on her closed eyelids is Mercedes' thick curves moving around her and brushing against her.

She feels a twist in the pit of her gut and a twitch in her support underwear. She growls quietly to herself and opens her eyes. She splashes cold water on her face desperately trying to get her body temperature and her lustful thoughts under control. She reaches under her skirt and adjusts her loins to a bit of a more comfortable position before washing her hands and returning to Mercedes' room.

What she sees upon reentering her friend's bedroom renders her calming actions in the bathroom utterly useless. Mercedes is still in her Cheerio skirt with a matching red Cheerio tank top and she's standing in front of her bookshelf fluidly rotating her hips, dancing to Cathy Dennis' 'Touch Me (All Night Long)'; Rachel wants to do just that. Before the brunette really knows what she's doing, she closes the door and starts dancing with Mercedes. It's fun, and has an air of unspoken … something, and they are singing and giggling until Rachel missteps and causes them to stumble backwards in to Mercedes' desk. Mercedes' back presses in to Rachel's front and for all of five seconds, Rachel forgets. She forgets that she's not built like other girls. She forgets that if she keeps holding on to Mercedes' hips, if she keeps pressing their bodies together, her cover will be blown. Mercedes' loud gasp hits her ears like a ton of bricks.

_Shit._

Mercedes pulls away from her and spins around to face her. She stares at the brunette's crotch for a few moments before looking in to Rachel's eyes. Rachel looks away in embarrassment; she's already thinking of the fallout that'll happen when she steps into school tomorrow morning.

"What is that? Are you strapped? Why are you strapped?"

Mercedes fires the questions back to back and Rachel can't find her voice.

"Uhhh…"

Rachel's heart is racing and tears are stinging the back of her eyes threatening to blind her. She's panting and gripping the edge of Mercedes' desk with both hands as she leans further back; almost like she's trying to disappear and blend in with the chestnut stained wood.

"Uhhh, isn't going to cut it. Who is she and why don't Kurt and I know about her?"

Mercedes folds her hands over her chest and waits for Rachel to answer.

"Ummm … wait, what?"

Rachel's confused; it takes a few moments more for her brain to catch up and process what Mercedes has asked her. Strapped. Mercedes thinks she is wearing a strap-on.

"Oh come on Rach, seriously," Mercedes rolls her eyes. "You haven't been hanging with us as much as you used to as of late so we figured you had some secret secret romance with someone, but we didn't figure it was a girl." Mercedes raises her hand to stop Rachel from interrupting her. "Not judging, it's cool. But, we're supposed to be like the _Holy Trinity_, you could have told us. Here we were worrying…"

Rachel stops hearing after that. Mercedes just unknowingly gave her an out. Should she take it though? They were close, yes, but her two besties are absolutely the biggest gossips in school. But then, Mercedes does know how to keep a secret; important ones anyway. And it would be nice to have someone to talk to about her body issues besides her psychologists.

"Rachel; Rachel!"

The brunette finally comes out of her head to see Mercedes still agitated in front of her.

"Did you hear a word I just said?"

"Yeah," Rachel blinks a few times and shakes the cobwebs from her head. "I'm sorry, I kind of zoned out. I heard you, I just … needed to process. It's," she pauses again, second guessing whether she should tell her secret or not. She decides to take the plunge quickly before she can change her mind. "Iwasbornwithititsnotatoy."

The words come out too fast and jumbled.

"Yeah, need you to repeat that using your big girl words," Mercedes smarts.

Rachel takes another deep calming breath and tries again.

"I need you to promise to keep this between us; you can't even tell Kurt."

"You know damn well the moment that boy looks at me he's going to know something is up," Mercedes reminds her.

"I know Mercedes, but this is serious. Like not telling anyone that Kurt is gay before he was ready to come out; even though it was painstakingly obvious."

Mercedes eyes her for a moment before responding.

"I'm confused as to why you think you dating a girl will be that big of a deal. I mean, come on Rach, you know the rumor mill just like I do. People already think you're gay."

"I know that and I really don't care. In fact I don't care for labels period. I like people for who they are, not their gender; but that's neither here nor there. Just trust me Mercedes, this is bigger than that."

"Alright," Mercedes concedes with a sigh.

"Cedes?"

"I promise it'll stay between you and me Rach, now spill."

"Okay. There is no hottie; male or female. It's not a toy, I was born with it."

She stops there in her explanation and watches the thoughts play out on Mercedes' face.

Was Rachel serious or just messing with her? Mercedes can't seem to decide. She's known the girl all their lives and never got any inclination that her anatomy was any different than all the other girls. Hell, she's seen the girl in a bikini and saw no signs of extra bulge between her legs.

Rachel can see Mercedes' doubt, so she goes for broke. She holds her fellow diva's eyes as she lifts her skirt and bunches it around her waist. She holds the crumbled fabric in place with one hand while her other hand grips and pulls the elastic waistband of her special underwear away from her body.

"See for yourself," she challenges Mercedes.

Mercedes slowly takes the few steps that are needed to close the gap between them. She's not sure why she's nervous now. Her eyes slowly trek down Rachel's body until she's staring into the brunette's underwear. Her eyes bulge as she takes in the sight.

Rachel's stomach is doing somersaults under Mercedes scrutiny of her anatomy.

"Just … please don't freak out okay," Rachel whispers.

And then Mercedes does the unthinkable.

She grips the front of Rachel's underwear and pulls it open even more, knocking the diva's hand away in the process, and she grips Rachel's cock with her free hand. It throbs and twitches to life in her palm. Rachel's not massively huge, but she certainly isn't small either. Mercedes squeezes the brunette's length gently out of curiosity and slowly moves her fist up then down as she feels it continue to stiffen. Rachel's member twitches even more and leaks a few drops of precum. Mercedes can't stop herself from taking her thump and smearing the liquid over the tip of the twitching cock. She's mesmerized.

"Um…" Rachel clears her throat to try to say something but no words come out.

"Why did you start to get hard before?"

The question seems to fall so easily from Mercedes' lips that it momentarily stuns Rachel.

"Well … um, you," she finally gets the word out. "The way you move and … how your body felt against me and … you really need to stop doing that." Rachel speaks the plea in a breathless tone.

A smirk forms on Mercedes' face before she looks up. Rachel's eyes are closed, her face is flush pink, and she's starting to pant. She moves a little closer and positions her legs so she's almost straddling Rachel as the diva leans at an angle on her desk.

"Do you really want me to stop?"

The words are whispered hotly directly into Rachel's ear canal. She can't stop the shiver that runs up and down her spine. No. She doesn't want Mercedes to stop. But they should, before something happens that they might regret later. She takes hold of Mercedes' hands and places them at her sides.

"No, but if your mom walked in right now it might be hard to explain."

Mercedes giggles and says, "There's a joke in that."

Rachel chuckles and rolls her eyes.

"You know what I mean."

Rachel chances a glance at Mercedes' eyes and quickly looks away. The heat she sees, Mercedes' and her own reflected back at her, makes dirty images start to play in her mind; and she really needs to cool down.

"Why don't you ask your dads if you can stay for dinner? I'll go clear it with Mom, even though I know she'll say yes, then we can finish practicing." Mercedes suggests.

"Sounds like a plan," Rachel agrees.

She watches Mercedes walk out of the room as she tucks herself away before she moves to get her phone. She ignores the heat that is now missing from the front of her body.

Things get squared with their parents and they run through their dance routine again, making little tweaks here and there; they tend to be perfectionists at times. They end up having some spare time before dinner, so they goof around and dance to whatever song plays on the radio. Neither of them are sure how, but they end up pressed against each other again, leaning on Mercedes' desk.

Mercedes' back is to Rachel's front as they move as one to the song. Rachel feels her sex begin to swell again. She starts to push Mercedes away, but Mercedes is having none of it. Rachel's heart starts pounding in her chest as Mercedes presses in to her more and starts slow grinding against her pelvis. She can't help the moan that sounds in her throat. She can't help but to grip Mercedes' hips as they continue their sensual movements. Mercedes' hand gets tangled in Rachel's brown locks when the brunette gets bold and brushes her lips against the soft skin of Mercedes' neck.

Mercedes decides to change their position slightly, and turns around so that she is once again straddling Rachel's thighs. Rachel's hands are soft on her thighs as they slowly creep higher and higher under Mercedes' Cheerio skirt. They both still for a moment, getting used to the feel of their bodies together. Neither are sure who leans in first, but their foreheads connect and soon after, their lips. Rachel pulls Mercedes closer by the backs of her thighs as the kiss deepens. She thinks she might have heard Mercedes' little brother yell through the door that dinner will be ready in a few minutes, but she's not sure. The only things she can fully focus on are Mercedes' plump soft lips, and the feel of Mercedes' tongue against hers, and the fact that at some point, either she or Mercedes must have lifted the front of their skirts because she can feel the panty covered heat of Mercedes' sex flush against her own; and it feels spectacular.

As their movements become more solid, the hard wood of the desk begins to irritate Rachel's backside. She pushes them away from the offending object and they soon fall on to Mercedes' plush bed. It doesn't take them long to more comfortably situate themselves. Rachel's sure that it's her hand this time that positions the fronts of their skirts out of the way as Mercedes spreads her legs and wraps them around the brunette's waist.

Their lips finally break contact and they take in some much needed air. Rachel balances her weight on her left forearm and she uses her free hand to grip Mercedes' hip. They get in to a steady rhythm that they both are sure will lead to a great release, but then-

BANG! BANG! BANG! BANG! BANG!

Rachel jumps at the sound of loud banging on Mercedes' bedroom door. She ends up stumbling off the bed and crashing to the floor. Mercedes has just enough time to sit up and close her legs before her little brother comes running into the room.

"Amari, you're supposed to wait until someone says come in when you knock on a door," Mercedes tries to steady her voice and control her breathing.

Her little brother pays her no mind as he runs and jumps on Rachel, who has barely gotten back on her feet. Luckily she uses her quick reflexes and easily catches the small boy. She balances him on her hip; careful not to let his legs slip anywhere near her throbbing anatomy.

"Duh, I knocked already and you guys didn't answer and Mommy said not to come back downstairs without you and I'm hungry so let's go," the boy explains with a whiny pout.

"Okay," Rachel chuckles, "you go downstairs with your sister and I'll meet you both there. I need to go to the bathroom."

The boy runs out of the room as soon as Rachel puts him back on the ground. She quickly pecks Mercedes on the lips and leaves the room.

After dinner the girls do the homework they were assigned for their other classes. They're playful, and flirtatious, and they end up in a slightly less heated make out session before Rachel goes home.

They don't get much time to talk about anything more than school during the rest of the week. When Glee comes up and it's time for them to perform, they're both nervous, but they do their best. They receive a standing ovation from their team mates as well as the win for the week's duet challenge. After class while the third party of their trio is distracted Mercedes asks Rachel if she wants to come over after school. It's Friday, so they make plans for a sleepover.

Nothing out of the ordinary happens, until Rachel is at her locker at the end of the day. She doesn't notice him walking up to her, nor does she notice his presence until she closes her locker and sees his smirking face.

"Noah!" she startles.

"Sup?"

"Nothing. Did you need something?"

"No," he answers with a shrug.

"O-kaay."

Rachel stares at him confused. She knows that look in his eyes; she knows that smirk. She just can't place why it's directed at her.

"Something's up with you," Puck states simply.

"I don't know what you're talking about," Rachel replies with crinkled eyebrows.

Puck stares at her for a moment like he's trying to read her thoughts.

"You hooked up."

Rachel's stunned, but she keeps her features schooled. She worries for a brief second that Mercedes may have said something to him, but she quickly dismisses that thought. It wouldn't matter that much if Mercedes would've mentioned something to the boy because he just happens to be in the know about Rachel's anatomy.

"You can deny it if you want, but I got my eye on you Jewbabe."

He kisses her on her temple and walks away, not giving Rachel the chance to respond.

Before Rachel can analyze her interaction with the boy, she glances across the hall and sees Mercedes. They share a look while Kurt's head is turned, and Rachel forgets all about Puck.

* * *

There's a warm hand caressing her thigh so erotically that it's rousing her body from sleep. A shiver runs down her spine as the hand slips under her nightgown and toys with the waistband of her panties. She opens her mouth to speak but only a quiet moan escapes when another hand slips under and around her body and squeezes her large breast. Her breath hitches when that hand also reaches under her nightgown and toys with her nipple; twisting and pulling with just the right amount of pressure.

"Rachel?"

Mercedes whispers the name, even as another moan slips from her mouth. After spending the evening watching movies and getting amped up on sugary drinks and salty treats the girls had finally crashed around three in the morning. A light make out session had ensued but it was cut short by Amari screaming because of the nightmare he had. Mercedes knew her parents would come check on them after calming her brother so while playing sleep and waiting for the parent check to happen, they actually fell asleep; leaving their bodies unsated for the second time this week.

But it seems that Rachel wants to remedy that; and Mercedes does not mind at all. She wants to be in a better position though so she pushes back against Rachel; the brunette diva takes the hint. She moves so Mercedes is lying on her back and she is comfortably nestled between Mercedes' inviting thighs. Rachel thrusts her hips forward and Mercedes meets her; rolling her hips in perfect synchronization. She looks up at Rachel hoping to catch the girl's eye, but Rachel's eyes are closed.

"Rachel?" she whispers the brunette's name, trying to get her attention.

But Rachel's only response is to roll her hips just a little faster at a slightly different angle.

"Ooh fuck."

Mercedes hopes she didn't say that too loud. Her parents' room is just down the hall and her mother has Superman-mom hearing.

"Rachel."

Mercedes shakes Rachel's shoulders this time, but it again doesn't have the effect that she is looking for. Instead, Rachel reaches down and grabs one of Mercedes' legs at the back of her knee and pushes it forward; it gives her more room to move. Mercedes silently thanks the crazy of Sue Sylvester's workout regiment for making her body so flexible. Shortly after Mercedes and Kurt had joined the Cheerio squad the blonde coach decided that singing is not all they would be responsible for on the cheerleading team.

Another quiet moan slips out of Mercedes' mouth as the speed of their thrusts continues to rise. Mercedes begins to quietly chant Rachel's name as she grips the girl's shoulders. Her back arches when her orgasm hits her. She delights in the low grunts and pleasured expressions that flit across Rachel's face during their release. Her eyes close as she tries to catch her breath. She feels when Rachel sets her leg down. She manages to open her eyes and stay awake just long enough to see Rachel lay back down next to her and cuddle in to her side.

When Mercedes wakes up several hours later, Rachel is already gone. She finds a note on her desk telling her about a dance class that the brunette forgot she had to go to. They exchange texts back and forth later on that day. Mercedes drops hints alluding to wanting a repeat performance of their activities from the previous night, but Rachel's responses make Mercedes think that her fellow diva doesn't really know what she's talking about. Or perhaps that Rachel just doesn't want it to happen again. She shrugs it off; reminding herself that them "hooking up" was never about feelings, it was about general lust and a happy accidental convenience. Even with that realization, something about the whole situation nags at her for the rest of the weekend. She resolves to bring it up face to face with Rachel on Monday.

* * *

Mercedes doesn't get Rachel by herself until lunch time Monday afternoon. Rachel's in the auditorium going through some song sheets at the piano. She smiles when she notices Mercedes approaching.

"Hey," Rachel greets.

"Hey back," Mercedes says as she settles next to Rachel on the piano bench. "Still mad you left without waking me up on Saturday," Mercedes states.

"I'm sorry," Rachel leans over and quickly pecks Mercedes' cheek, "if I could've gotten out of the class I would have. And I didn't wake you because you looked so peaceful."

"Yes well, you did wear me out," Mercedes says, hoping that her response will prompt Rachel to talk about what happened after they went to bed on Friday.

"Hey, Dance Dance Revolution while hopped up on sugar was your idea. You should have known we'd crash and burn eventually," Rachel chuckles during her reply.

Mercedes studies Rachel as the girl continues to play and replay different notes on the piano and write down combinations that she likes. Did Rachel really not remember what happened or did she simply just want to forget it? Either way, Mercedes reasons that she enjoyed herself so she'd drop it; for now. If it happens again then great, if not, no love lost.

"I suppose I can be persuaded to forgive you," Mercedes replies suggestively.

Rachel stills her hands and glances at Mercedes. A smirk flirts at the corner of her mouth.

"Well, then I think I can find a way to persuade you. I have another dance class this coming Saturday, but it's not until around three so I can stay the night on Friday … if you want me to."

"What about Saturday night? You could go to church with the fam Sunday morning."

"I have Temple Saturday evening; my dads usually won't let me stay out past midnight once we get home. Sunday morning I'm going to church with my mom and Beth and Mom likes to catch the early service so, I'm kind of booked up except for Friday night," Rachel explains.

"Okay," Mercedes nods her head in understanding, "Friday it is then."

They chat for the rest of the period about nothing and everything while Rachel works on her arrangements. When the bell rings they gather their things and head up the aisle to exit the auditorium. Rachel pauses with her hand on the door handle and looks back at Mercedes. She extends her other hand and pulls Mercedes close to her.

"I'm looking forward to Friday."

Mercedes doesn't get a chance to respond because Rachel claims her lips.

"Me too," Mercedes says when the kiss ends.

Rachel squeezes her hip before they walk out of the room. That nagging feeling is in Mercedes' gut again but she puts it aside when Santana tells her they have an emergency Cheerio meeting to get to.

While at her locker to get what she needs for her last class, Mercedes spots Puck walking towards her with his signature smirk on his face.

"What do you want Puckerman?" Mercedes says when she spots the boy from the corner of her eye leaning against the locker next to hers.

"What makes you think I want anything?" Puck asks, trying to play innocent.

"Because you only talk to me when you want something."

Puck genuinely looks hurt.

"Come on Hot Mama, I thought we squashed all that shizz last year."

Mercedes sighs and finally turns to look at him. What he said is true. Through a series of circumstances the whole of New Directions collectively had grown a deeper bond together; as team mates and as friends.

"Sorry, you're right. But you're looking like you want to cause some trouble, so just the same; what do you want?" she asks the question this time with a smile on her face, which Puck returns.

"Just want to make sure you're cool."

"Cool? With what?"

Puck playfully groans and rolls his eyes, "Really? You playing the denial game too? Wait, maybe you don't know yet."

Mercedes is confused now. She really has no clue what Puck is talking about; and it shows on her face.

"Look, I was at Finn and Kurt's last weekend and Kurt said something about you and Rachel ditching him for a "real girls" sleepover. I didn't put it together until I saw you guys coming out of the auditorium earlier. I mean I knew she might be in to somebody or at least finally getting her swerve on, but I didn't think it was you. So, did you two sleep in the same bed during your um, "_sleepover_?" Puck makes a point of doing air quotes at the end of his rant.

"Boy, what the hell are you talking about?"

She knew he was referring to Rachel, but in what context? She doesn't know what Puck does and doesn't know about Rachel and she doesn't want to give him any hints that might lead to him figuring out anything that Rachel doesn't want him to know.

"Chill Cedes, me and Rach go much further back than most people realize. All hot Jews stick together; it's a fact of life. Anyway, I just thought I'd give you a heads up. She doesn't know what she's doing so try to remember and understand that. If you don't like it, just smack her really hard and she'll snap out of it. But, if you do like it, she'll do all the work, just lay back and enjoy."

"Who's doing what work that you'll enjoy?"

Both Puck and Mercedes turn to see Santana staring at them with a smirk on her face and a mischievous glint in her eye.

"Um … uh…" Mercedes couldn't answer.

She was still trying to process what Puck had just said to her. Puck on the other hand is much calmer.

"Wouldn't you like to know," he says.

His left eye twitches after he replies and he stares for a moment at Santana like he's studying her. He starts to feel a tug in his gut and he quickly snaps out of his trance then grabs his head and starts to walk quickly away.

"Fuck that'd be so hot, get out of my head, get out of my head," he mumbles as he leaves the girls at Mercedes' locker.

"Um…" Santana points at Puck's back and gives Mercedes a questioning look.

"Girl don't ask me, I was confused before you even walked up. If you figure out what the hell he was on about, please let me know."

Mercedes rushes away before Santana can ask anymore questions. She surmises that Puck knows about Rachel's body, he has to. But what did he mean about the diva not knowing what she was doing? She files the information away as she settles in for her final class of the day. Four more days … that's how long she had to wait to get Rachel alone again. Hopefully she'll figure out what Puck was talking about; or at the very least get an awesome orgasm out of it.

* * *

It starts off much like it did the first time; a warm hand moving erotically against her thigh. She likes the feeling, so she allows it. Soon there are lips trailing kisses against her neck and another hand is under her nightgown palming her breast. She pushes back with her hips and is met with a welcoming thrust.

"Rachel."

The only reply Mercedes receives is another thrust of Rachel's hips. She can't help but push back. Rachel's hard, and it feels good.

"Rach."

Mercedes tries to turn again but she finds that Rachel is stronger than she looks. She's the little spoon and Rachel seems to have no intention of changing their positions. Mercedes gasps as Rachel's fingers work magic on her thick nipples.

Puck's words replay in her head.

_She doesn't know what she's doing._

How could Rachel not know? Especially when she does it with such skill.

"Ssshiitt Rachel."

Mercedes moans and all thoughts momentarily leave her mind. Rachel's touch on her sensitive nipples is nothing short of orgasmic. Rachel's fingers in her drenched underwear rubbing circles on her clit gives her sensations that she can't begin to describe.

The circles are slow and fall in time with their moving hips. Every so often Rachel dips her fingers lower and teases the outer rim of Mercedes' dripping hole before moving back up to apply delicious pressure to Mercedes' already over stimulated throbbing clit. Rachel's mouth continues to tease her neck. When the brunette licks and kisses a sensitive patch of skin behind the raven-haired girl's ear Mercedes is powerless to stop the almost too loud groan that resonates in her chest. She reaches back with one hand and tangles her fingers in brown hair; her other hand has a death grip on her sheets. She's close.

Before she knows it she's convulsing in Rachel's grasp. Her breathing is heavy as she takes in the sensations rolling through her body. Rachel's hand palming and squeezing her breast, Rachel's fingers moving wickedly over her pulsing clit, the feel of Rachel's hard dick twitching as it wets the back of her panties with cum, Rachel's relentless mouth holding her neck hostage; she almost wishes that Rachel's mouth was further south on her body. Just the same, all the feelings combined are orgasmic bliss.

Just when she thinks it's over Rachel grabs her hand and moves it between their bodies. She tries to turn, but again, Rachel holds her steady. Her hands are in Rachel's soiled briefs now; fingers wrapped around the brunette's thick cock. It's heated to her touch and the skin feels impossibly smooth. She can feel the thick member throb against her fist as she begins to move her hand up and down. The angle is awkward, but Rachel's fingers moving against her clit again make her forget the awkwardness. She bites her bottom lip to keep from crying out when a second orgasm tears through her body.

When they both stop shaking she feels Rachel's hands leave her body. Rachel's removes Mercedes' hand from her briefs and lies on her back with her face turned away from Mercedes. Mercedes gets out of bed and goes into her bathroom to wash her hands. She notices two dark spots on her neck that she'll have to try and hide in the morning. She walks back to the bed and stands near the side that Rachel is lying on. She quietly clicks on the nightstand light and takes a few moments to watch Rachel. The brunette's breathing is even and her mouth is slightly open. Mercedes gingerly moves the hair out of Rachel's face and studies her. She shakes Rachel's shoulders and the brunette barely manages a grunt. She tries again, this time also tapping Rachel on the legs, but all Rachel does is turn over on stomach. That's when the wheels start rolling; that's when Puck's words start to make sense.

_She doesn't know what she's doing._

After both of their encounters Rachel seemingly just rolled over and went back to sleep. But now that Mercedes is really assessing the situation, she wonders if Rachel was ever awake to begin with. She turns off the light and gets back in the bed. She kisses Rachel on the temple then finds a comfortable position to lie in. Her mind is racing; and just when she gets it quiet her eyes fly open in rage.

How the fuck does Puck know Rachel doesn't know what she's doing?

* * *

Monday morning at school Mercedes is a woman on a mission. She dodges Kurt and Tina and ignores the wave that Artie sends her way. Santana and one of the other Senior Cheerios notice her dark demeanor and try to intervene.

"Yo Cedes you alright?" Santana asks as she steps in front of Mercedes to stop the girl's stride.

"Yeah seriously, you don't look happy. Who do we need to bitch slap?" the other Cheerio asks.

"Nobody, well … at least not yet, I got this. Just … be around if necessary," Mercedes says and continues her stride.

She stops after two steps and turns back to her captain and team mate.

"San," she calls after Santana, "thanks."

"You know we got you," Santana says with a wink.

Mercedes continues down the hall and around the corner. A low growl sounds in her chest when she spots her target. She walks up to him and slams his locker shut.

"Uh, good morning to you too," Puck says.

"Good morning my ass, walk," Mercedes replies as she shoves him down the hallway.

"What the hell?" Puck asks when Mercedes pushes him into an empty classroom and slams the door.

He doesn't know what's going on, but he certainly wasn't expecting what came next. After locking the door Mercedes turns around and delivers the hardest slap to Puck's face that he's ever known.

"What the fuck was that for?"

"You're a fucking pig! That's what it was for."

"The hell are you talking about?" Puck's is starting to have a hard time keeping calm.

"You know what I'm fucking talking about don't play stupid. You told me that she doesn't know what she's doing. How do you know that Puck? What did you do to her?"

Puck let the words sink in. The implications Mercedes is hinting at make him sad and pissed all at the same time.

"Oh hell no. You have got to be kidding me right now? Me? You think I'd fucking do something like that to my best damn friend? To anybody? Man, fuck you Mercedes you don't even fucking know what you're talking about."

"Oh, I don't know…"

"No you fucking don't!" Puck cuts her off. "I'm a lot of things but I'm not a fucking molester or rapist okay. You could have just fucking asked me how I know what I know instead of jumping to bullshit conclusions. Fuck's sake, is that what you really think of me?"

"Then explain."

Mercedes isn't moved by Puck's words. She needs to make sure he didn't hurt her girl. _Her girl_. She realizes just then that maybe her feelings for Rachel run deeper than she previously thought.

Puck rolls his eyes in annoyance as he walks over to one of the desks in the room. He sits and pulls his laptop out of his book bag; he's thankful he was quick enough to move the bag out of the way when Mercedes slammed his locker shut.

"Sit down," Puck all but orders.

Mercedes takes the seat next to him and looks at the Wikipedia page that is open on his laptop. She listens to his explanation and once he's finished, she agrees that maybe she did overreact.

"Every implication you threw at me could be thrown right back at you; you realize that right?" Puck says.

"Not really. I mean we're not dating, but we have had some pretty hot make out sessions so the connection is there," Mercedes explains.

"And what makes you think her and I weren't in the exact same situation? Look, when we were in seventh grade we were damn near inseparable. I mean, despite all the high school politics bullshit we're still close now, but we were closer back then. When my mom had Sarah she had to work two jobs just to make ends meet cause my dad is a total fucktard. My nana would babysit Sarah but she couldn't handle me too. Babysitting an infant that needs constant attention plus a hard headed hyper ass kid is nobody's dream. My mom was and still is good friends with Rachel's daddy Hiram so he knew the situation and offered to help out. I practically lived with the Berry's for like two years or some shit. Some weeks I only saw my mom and Sarah when we all went to Temple. It was cool though, I was old enough to understand the situation."

"When exactly did you two start messing around?" Mercedes asks.

"I'm getting to that. Rach's dads are all extra romantic with each other so they would take little weekend holidays together and leave me and Rach at home; we were both old enough to survive a weekend on our own and Rach was the responsible one so we were good. I already knew about Rach's anatomy since we were little little kids. Naturally we got curious and we would fool around when we were left alone. The weekend we started to up the ante, so to speak, was when I woke up one Saturday night to Rach humping me. By then we were way past starting puberty. We'd already jerked each other off and traded blowjobs so I didn't panic, hell I liked it. I got curious as it kept happening though because she would always just go right back to sleep so I did some searching on Google and figured out what it was. When I did, I tried to tell her and she wouldn't believe me. I don't know why but she wouldn't, so I dropped it and just let whatever happened continue to happen. She probably doesn't know it, because again, she never remembers, but she took my v-card and you know what? It was fucking awesome."

"So it was always her doing stuff to you?"

"Always. She's like in a total dominance state of mind when it happens. If she wanted me to do something she'd just move me in to a position to where it was obvious what she wanted."

"She did that last weekend," Mercedes states.

"Not surprising. If it makes you feel any better I think she has to have some type of attraction to someone for it to happen because it never happened on any of our Glee trips when we stayed in hotels; pretty sure we would've heard about it if anything like that went down. Like I said, she and I go way back. Sophomore year is not the only time we've dated or had make-out sessions."

Silence builds between the two. He watches Mercedes closely as she reads more of the article about Rachel's condition. She hasn't apologized for her earlier assumptions, but he's already forgiven her; he's kind of proud of her actually. He likes the fact that she so quickly flew in to a defensive rage for Rachel; something he himself didn't do until the brunette had endured two years of outright torturous bullying at their high school. On the flip side, he makes a note to speak to Rachel. He likes Mercedes. Sure a couple of years ago he only briefly dated her for her popularity, but in that time he became very aware of what a great person she truly is and he hopes Rachel realizes that as well. And he is definitely filing the images of Rachel and Mercedes together away in his spank bank for later use.

When they walk back out in to the hall Mercedes stops Puck and makes a small show of hugging him. She knows the rumor mill. The way she snatched him up earlier has probably already spread around the school; so she is publically apologizing to put a clear stop to any misguided thoughts that are surely floating around.

"Should I try to tell her?" Mercedes asks as they approach her locker.

"Depends," Puck replies.

"On?"

"On what your intentions are."

Mercedes regards the boy with a raised eyebrow as she opens her locker.

"Yes this is the 'if you hurt her I'll kick your ass' talk. Now answer the question," Puck says with a glint in his eye.

Mercedes chuckles before she answers.

"I like her … a lot I think. But I'd also be okay with just being friends with benefits or something in between. I'm not hearing wedding bells, but if we progress on that route, I wouldn't mind."

"An honest answer," Puck nods his head and smiles. "I'm with that. I would say try to tell her, but you know Rachel, she'll want proof. So you may want to do more than show her an article on Wikipedia."

"Hey guys."

Puck and Mercedes turn to see Rachel smiling at them. The brunette leans in to wrap an arm around Puck's waist while he in kind places his arm around her shoulders. Rachel gives Mercedes a heated look that makes the Cheerio's core throb with want; they both seem to forget Puck's presence for a few moments as they get lost in each other.

"Just the person I needed to see," Puck says, interrupting the girls' staring contest.

"Huh? Why?" Rachel asks.

"We need to talk about your intentions young lady," Puck replies as he begins to walk away with Rachel firmly in his grasp. "Remember what I said," he whispers to Mercedes and winks at her as he and Rachel walk away.

Mercedes smiles after them then turns back to her locker when Rachel and Puck are out of sight. She feels a malevolent presence come up beside her and she turns her head only to see Santana wearing that ever present mischievous smirk again.

"What?" Mercedes asks, trying to play cool.

"What up with you and the weirdly pretty dwarf?" Santana smarts.

Mercedes is quiet for a second before she opens her mouth then quickly closes it. She might as well not lie or deny anything; Santana is too good at getting information.

"Why do you see everything?" Mercedes asks with a chuckle.

"Because I'm me bitch," Santana laughs with Mercedes. "And honestly, I want in."

Leave it to Santana to automatically assume the sexual. But like she told Puck, Mercedes is game for just about anything; and it'd be a shame to pass up an opportunity to see and feel Santana's hot body up close and personal. The very thought of being sandwiched in between a naked Santana and Rachel in her bed makes her core throb.

"Is that so?" Mercedes asks suggestively.

Santana rises to the challenge and steps in to Mercedes' personal space.

"As a matter of fact," she stares hard in to Mercedes' eyes, "that is so. Trust me when I tell you," Santana boldly takes Mercedes' hand and guides it under the front of her skirt and presses it against her crotch, "you'll thoroughly enjoy this."

Mercedes gasps and her eyes go wide. Santana's smirk deepens when she sees Mercedes' eyes darken. She drops the girl's hand just as quickly as she had grabbed it.

"Just ask Tina, or Brittany, or Quinn if you need proof. Very little known fact Cedes, Rachel and I have the same doctors; we have ever since we were little. And I know exactly what she has hidden under those short skirts."

The intensity of Santana's whispered words have put Mercedes in a state of flux that she is not prepared for. The images going through her mind have her mouth dry. The look in Santana's eyes is making her heart thrash in her chest.

"The two of you always play so innocent, like you don't know how steaming hot you are. Give me one night and I'll have you both begging for more." Santana moves to Mercedes' side like she's about to walk away, but she leans in close to Mercedes' ear instead. "I'm glad coach made you a Cheerio; that juicy ass of yours bouncing up and down the hallways in Cheerio red has been plaguing my wet dreams, and I wants up on that. So talk to your girl; you got my number."

Santana walks away without another word. Mercedes is left leaning against her locker trying to catch her breath. Images of her being filled by Rachel and Santana at the same time are flashing in her mind's eye. Santana had stood so close to her that her lips had brushed against the shell of Mercedes' ear several times; and each time Mercedes had felt herself get wetter and wetter. She barely registers when the first bell rings. Luckily Quinn walks by and helps her out.

"Mercedes?" Quinn gingerly calls her name.

Mercedes practically jumps three feet in the air and clutches her chest like she just received the biggest fright ever. Quinn looks at her curiously and then she sees Santana's back walking away from them. She automatically knows what just happened.

"She totally just voice fucked you didn't she?" Quinn asks with amusement in her tone.

"I … girl … she just…"

Quinn laughs more as she pulls Mercedes away from her locker; they have the same first period.

"I know," Quinn chuckles, "No one does seduction quite like Santana. She could seriously teach most of the boys in this place a few things."

Once they're seated in class Mercedes pulls out a notebook and writes a few words then passes it to Quinn.

**She said I could ask you for proof.**

_**Haha, yeah, if you got an itch she's VERY good at scratching.**_

Mercedes nods in acknowledgement and starts to take notes for class. She files Santana's proposition away for a later date. Her first priority is sorting things with Rachel.

* * *

_Sexsomnia, or sleep sex, is a condition in which a person will engage in sexual activities while still asleep._

Friday has taken forever to come. Mercedes is sitting in her room at her desk reading the Wikipedia article on sleep sex for the umpteenth time. Rachel will be over soon and she's still trying to figure out how to prove to Rachel that she has sexsomnia. Puck had outright told the girl about her condition and for whatever reason Rachel chose not to believe it.

Just as Mercedes hears the doorbell ring a thought enters her mind and she can't help but think that it's the only way.

* * *

Her rouse from slumber takes longer than the previous times. When she wakes up she's lying on her back with the tank top she went to sleep in bunched up near her chest. A warm wet tongue against her nipple pulls her fully in to consciousness. Rachel's settled on top of her suckling her breasts. While she enjoys it, she tries to wake the brunette up. She shakes Rachel's shoulders, but the diva just pushes her hands away and continues her oral assault.

After another try Mercedes inches her hand under her pillow and feels for the right buttons on the remote she has hidden. Once she sees the tiny bright white light begin to glow in the darkness of her room, she knows she's pressed the right buttons. Rachel's mouth is steadily nearing her bellybutton and she's half tempted to just let her continue but she has to try again to wake the girl. She grips Rachel's shoulders and purposely digs her nails in to the girl's tanned flesh.

"Rachel, wake up!" Mercedes whispers harshly.

Rachel hisses at the feel of Mercedes' nails, but it doesn't wake her. It seems to make her more aggressive. The brunette grips Mercedes' wrists and moves up until she is holding the captured hands above Mercedes' head. She molds her body to Mercedes'. She let's go of Mercedes' wrists and entwines their fingers together. When their lips meet the kisses are sloppy and slow and feel so delicious that Mercedes almost forgets that she wants to try to rouse Rachel from sleep at least one more time.

Several minutes get lost in kisses and nibbles and by the time Mercedes is able to free her hands of Rachel's grasp, the brunette is again lapping at her breasts. She tries a combination of tugging at Rachel's hair and shaking the girl by her bicep but it doesn't work; the hair pulling especially only seems to egg Rachel on. By the time Rachel kisses her hip bone, Mercedes is feeling too turned on to not let the girl finish.

Mercedes gasps when she feels a curious tongue glide against the edge of her panties near her inner thigh. A pang of guilt clouds her mind for all of a moment; Rachel's tongue sliding devilishly slowly over her engorged clit removes all foreign thoughts from her mind. All she can do now is feel.

Her panties are gone, she's not sure when Rachel took them off. She feels like she's wetter than she's ever been and Rachel's tongue making tight circles on her clit is making her wetter by the second. Mercedes' back arches and a quiet moan escapes her mouth when Rachel's tongue slides into her dripping core. She toys with her breasts as she rides Rachel's tongue. She begins to take in large gulps of air through her mouth as she fights to not make a sound.

Rachel isn't making it easy. The sleeping diva engulfs Mercedes' clit; trapping it between her lips and accosting it with her tongue.

"Oohh Rachel, shit."

The whispered heated words pass out of Mercedes' mouth as she tangles her fingers in Rachel's silky hair.

"Ooohhh!"

With every swipe of Rachel's tongue Mercedes creeps closer and closer to orgasm. It quickly becomes too much. Mercedes bites in to her forearm to keep from screaming as her core erupts against Rachel's mouth.

Minutes go by, and she's barely conscious when she feels her panties being slid up her legs. Her tank top being set aright is next. Like the first night, Rachel snuggles in to her side and continues to slumber. Mercedes musters up some energy and finds her hidden remote then turns off the camera on her laptop. Sleep reclaims her almost immediately.

* * *

"I need your help."

"You know, most people say 'good morning' or 'hey how are you' when they see someone for the first time in the mornings."

The goofy sarcasm in Puck's voice makes Mercedes smile and roll her eyes.

"Good morning Puck, how was your weekend?" she says.

"It was good thank you. How was _your_ weekend?" he asks with a wiggle of his eyebrows.

Mercedes playfully smacks him on the shoulder before she replies.

"I'm fairly certain you know exactly how it was. Now seriously, I need your help."

"Lay it on me."

"I got proof but I don't want to talk to her by myself. I think it'll help if she hears it from both of us."

Puck thinks for a moment then agrees.

When lunch time comes around they find Rachel in the choir room seated at the piano.

"Hey Jewbabe."

"Hi Rachel."

Rachel looks up from her sheet music and smiles at both of them.

"What are you guys doing here?" Rachel asks.

"What, we can't just want to hang with you for a bit?" Puck asks as he closes and locks both doors that lead into the room.

Rachel eyes them suspiciously. She's trying to figure out why Puck would need to lock the doors and why Mercedes looks so nervous.

"Not to be offensive but, you two look rather suspect at the moment," the brunette replies.

"I get how you would feel that way so we won't beat around the bush," Mercedes says. "Come sit with us."

Rachel does as she's asked and sits on a chair in between Puck and Mercedes.

"Okay, what's this about?" Rachel asks after taking a deep breath.

Mercedes looks at Puck; a signal for him to start.

"Alright Rach, you remember a few years ago I tried to tell you that you have a sleeping disorder?" Puck asks.

"I remember you trying to find new ways to get in my pants," Rachel chuckles with an eye roll.

Puck opens his mouth to protest but quickly changes his mind.

"I'll give you that, but, think about it. We were fooling around on a regular basis back then, why would I need to run any type of game on you? That would make no sense at all," Puck explains.

Rachel stares at him for some moments then turns to Mercedes.

"Why are you here?" she asks gingerly.

All the time she's spent with Mercedes, in the girl's bed, recently has her nervous now. If Puck has been right all this time then maybe something happened and Mercedes is upset with her because of it.

"To tell you the same thing that he tried to tell you; you have a sleeping disorder. And while I don't think it's happened with anyone but me and him, I think you should be aware of it."

Rachel quietly ponders what she's just heard. She didn't believe Puck before and she's inclined not to believe Mercedes either, but she knows the Cheerio has no reason to just make up something like this.

"How … how would I not realize something like that happening?" Rachel asks.

"You're a heavy sleeper Rachel, combine that with sexsomnia and well, it's not that hard to fathom. Alright look, like Cedes said, we're not going to beat around the bush so I'll jump off the bridge first. You have my v-card."

Rachel's head whips around to stare at Puck.

"What?" she asks.

"It's true. It was one of the weekends your dads were gone. We fell asleep in the basement watching movies. I woke up to you jerking off and rubbing lube on me. And before you even start, again think about it, what reason would I have to make any of this up?"

Mercedes gently strokes Rachel's shoulder to try to keep the diva calm. Rachel's starting to breath heavily and Mercedes doesn't want the girl to start hyperventilating.

"O-kay, um…" Rachel turns to Mercedes with a shaky voice.

Rachel can't get the words out, but Mercedes is able to guess what the brunette wants to ask.

"No you didn't take my virginity, but yes, things have happened between us while you were sleeping. I um … I can show you, if you'd like."

Mercedes and Puck share a worried look as they wait for Rachel to reply. The diva is staring in to space, seemingly zoned out. But that was far from the truth. Rachel's mind is racing trying to remember something, anything that might have been off about the nights she'd spent at Mercedes' house; but she remembers nothing.

She swallows thickly before she replies, "okay."

Mercedes takes her phone out and finds the file that she copied from her laptop then holds the phone so all three of them can view the video.

Puck starts shaking his leg back and forth after a few minutes of watching. Mercedes guesses that he's starting to feel the same thing she is; very turned on. Rachel isn't saying anything; no comments or questions. The brunette doesn't speak until just before the video ends.

"I've seen enough," Rachel says as she stands and heads toward the door.

Puck gets up just as fast and stops Rachel before she can reach for the door knob; Mercedes is right beside him.

"Please let go of me?" Rachel pleads as tears roll down her face.

"No," Puck replies, "you're not leaving like this."

"I think you might have the wrong idea right now Rachel," Mercedes states.

"How could I have the wrong idea?" The volume of Rachel's voice echoes around the classroom. "You both just told me I practically…"

"Stop that thought before it even comes out of your mouth Jewbabe," Puck cuts Rachel off before she can finish her sentence. "You didn't do anything that we didn't want okay."

"Seriously Rachel, at any point in time on that video did you hear me say no?" Mercedes asks.

Puck leads Rachel back to the chairs they had occupied and sits her back down. Mercedes gives her a couple of sheets of Puffs from the small pack she has in her book bag. When Rachel's stopped crying and cleaned her nose they continue to talk.

"Look at it this way Rach. What's the quickest way to wake you up?" Puck asks.

"What does that have to do with anything?" Rachel asks.

"Everything, now answer me. What's the quickest way?" Puck persists.

"Tickling," Rachel answers.

"Really?" Mercedes questions.

"I don't like being tickled," Rachel says.

"No you don't; and I've known that for a really long time." Puck replies then addresses Mercedes, "Any time she's a sleep, if you tickle her she'll jump out of her sleep and in to near cognizance in less than a second. Case and point," Puck addresses both girls, "I could have stopped it at any time, but I chose not to because I was a _willing_ participant."

"Same here Rachel … well, except the knowing how to wake you up. Puck told me to smack you really hard so I figured any small amount of pain would work, but it didn't. Even if I had known the proper way though, I would've let you continue. I wanted everything you were doing; hell I wanted more, but I also want you awake to enjoy and remember it. That's why I chose to tell you."

Rachel is quiet as she contemplates everything her friends have told her. She still feels like she has violated both of them, but it helps to know that they wanted her to do what she did. When Puck thinks Rachel is being quiet for long, he decides to break the silence.

"Just so you know if it ever happens again, I don't mind sleep sex. It's kind of fun actually," he states.

Mercedes chuckles and Rachel smacks Puck's shoulder.

"Freak," Rachel says.

"And this is news how?" Puck says. "Oh, Cedes you didn't tell her about Santana did you?"

"What about Santana?" Rachel asks.

"How did you even know about that?" Mercedes asks.

Puck wasn't anywhere near them when Santana had propositioned her. Mercedes is surprised and not surprised. Just like Santana, Puck always seems to be in the know about things.

"Educated guess," Puck chuckles, "I know San just as intimately as I know Rachel."

"You seriously are a freak Puckerman," Mercedes says.

"Again how is that news? I like giving and getting, nothing wrong with that," Puck replies with a shrug, completely unbothered.

"And what would your homophobic football team mates think about that?" Mercedes asks as they all start to walk towards the door; the bell will be ringing soon.

"Psshhaa please, those boys talk a good game but don't let them fool you. Do you know how many circle jerks I've had with all those guys? Not saying they're all gay or bi but they certainly don't mind a little bro playtime. Circle jerks, hand jobs, blowjobs, full out drunken orgies every now and then after a game win. Unf, you should see some of the freshmen this year; those boys are creative. So yeah quiet as it's kept, every last one of them has had my dick in them at some point."

"Mmm, I think I would pay to see that," Mercedes says.

"Damn it Noah," Rachel stops just before they reach the door to adjust herself, "that image is going to be in my head for the next week you jerk."

"Um, you know I could take care of that for you," Puck offers.

"If the bell wasn't about to ring I think I'd let you," Rachel sighs and reaches for the doorknob.

Puck stops her by pulling her hand away from the knob.

"You wouldn't remember, but I'm quite proficient at getting folks to the finish line in a short amount of time. Sit down; I only need a few minutes."

Mercedes looks at her watch and states, "the bell rings in five."

"More than enough time, come on, trust me," Puck tells a reluctant Rachel.

Rachel sits down in the chair that Puck has led her to. She's nervous, but she can't deny how horny she is. Despite her dreadful thoughts earlier about the things she's done while sleeping, the images from the video Mercedes showed her are on repeat in her mind's eye. Every sharp intake of breath and moan from Mercedes echoes throughout her imagination. It certainly hadn't helped matters when Puck described his activities with the rest of the football team either.

But still, she's nervous. Not only is Puck kneeling in front of her releasing her cock from the captive underwear that conceals it, but Mercedes is a forearm's length away from her watching. Rachel wonders if Mercedes is nervous at all. She knows Puck isn't; she can practically feel his excitement for the situation wafting off of him.

She almost misses the first eager swipe of Puck's tongue against her hardened flesh. His tongue feels a touch rough against her throbbing cock. She likes it; the contrast in textures of his tongue against her smooth skin. It makes her head feel light. Puck quickly starts to swallow her cock. Inch by thick inch disappear into his moist mouth. When his lips touch her pelvis and she feels him swallow around her cock her head falls back.

"Ooh shit," she moans.

Puck begins to bob his head up and down making sure his tongue pays attention to the sensitive spots along the way. Rachel's staring ecstasy in the face when Mercedes' lust filled voice enters her ear.

"Open your eyes Rachel. You should see how sexy he looks down there. It's making me so wet," Mercedes speaks right in to Rachel's ear.

Her soft lips brushing against the shell of Rachel's ear make the brunette shiver as she opens her eyes. Puck's eyes are closed as he bobs his head faster and faster.

"Do you want to feel how wet?"

Rachel can't manage words at the moment, so she nods her head. Mercedes takes a hold of Rachel's hand and slides it up her skirt, past her spanks, and into her panties. Rachel's breath quickens when she feels the large amount of moisture against her fingers. As if on instinct her fingers begin to move against Mercedes' clit.

"Two minutes," Mercedes says with a shaky breath.

Puck moans against Rachel's cock as he quickly unhooks his jeans and starts to quickly jerk his own dick. It only takes a few strokes for him to get close to the edge. Just before he cums, he deep throats Rachel then moans his release; his cum paints the floor in front of him. Rachel's busy fingers bring Mercedes to release seconds later. Feeling Mercedes cum by her hand helps launch Rachel over the edge just as the bell rings.

Minutes later before they all separate in the hallway Puck reminds Mercedes that she still hasn't told Rachel about Santana.

"Well, it's been brought to my attention that Santana has a particular jones for me and you at the moment. Separate or package deal; actually I think she'd prefer us together." Mercedes explains.

"Huh," Rachel says.

"Huh? Seriously that's all you have to say?" Puck questions.

"What is there to be said? I mean I'm not a prude, so I'm not opposed to it, but…" Rachel shrugs and doesn't finish her sentence.

"I get it. Understandable," Puck says, "see you guys. And just for the record, I'm down for whatever too so if you want some extra hands or an extra tongue at some point let me know." He kisses both girls on the forehead and heads to his own class.

"I don't get it," Mercedes states.

Rachel's thankful that Puck knows her so well. He knew that she needed him to leave without her having to say the words. Her attraction to Mercedes isn't just about sex; she does want more.

"Do you want to do the thing with Santana?" Rachel asks.

She feels a slight bit of something asking the question. She's unsure as to whether she'll like the answer or not. Mercedes takes a moment to consider the question.

"Yes, eventually. The only way I really want it to happen is with you but, I kind of want you to myself for a bit first," Mercedes answers.

Rachel can't help the smile that forms on her face.

"Okay then, I can live with that."

"Yeah?"

"Yeah."

"So, do you want to come over this weekend?" Mercedes asks with a twinkle in her eye.

"Actually, my dads are going away for the weekend and I don't have any classes on Saturday so why don't we spend the weekend at my house?" Rachel replies.

"It's a date," Mercedes says.

The girls are both snapped out of their bubble by ice cold blue and purple slushies hitting the sides of their faces.

"Take that shit somewhere else lesbos."

They're both too shocked to form any words as the hockey players that did the deed walk away laughing. Their ice induced frowns soon turn upside down though. A loud crash down the hall captures their attention. They turn to see Santana and Puck pushing the hockey players in to the lockers. A swift kick between the legs from Santana sends one of the boys to his knees and a hard punch to the mouth from Puck sends the other boy crashing to the floor.

"You. DO. NOT! Slushy a Cheerio," Santana barks.

"And you don't slushy any of my friends either jackasses," Puck speaks through clenched jaws.

"Ladies." Santana orders.

Six Cheerios step out of the crowd all armed with slushies. They make short work of dumping the cold drinks on the hockey players and smacking them on the head for good measure.

"Be sure we don't have to have this talk again boys." Santana warns.

The head Cheerio starts to walk towards the other end of the hall where Rachel and Mercedes are still standing. They acknowledge her with a nod and mouthed thank yous. Puck stops Santana from getting too far by wrapping her in a playful bear hug and leading her away from Mercedes and Rachel.

"Not yet San slow your roll. I'm pretty sure that they're in to you, but let them have their honeymoon first," he says.

"Ugh, fucking newlyweds," she jests with an eye roll.

* * *

Friday doesn't come fast enough.

Rachel and Mercedes spend most of the week teasing each other; suggestive photos and sexting run rampant between the two. When Friday evening finally arrives despite them having worked each other up all week, they are both too exhausted to do more than cuddle in Rachel's bed while watching a movie. Coach Sylvester had subjected the Cheerios to an extra long practice while Rachel had endured something similar in her dance class. They fall asleep while watching Trance.

When Mercedes next awakes the only light in the room is from the streetlight outside. It casts a barely there haze of dim light into the bedroom. There's a familiar presence moving slowly at her back; a familiar grip on her hip. She pushes back and meets Rachel's forward thrust. She moans at the feeling. She lets the movement continue for a few moments before she tries to check and see if her brunette bedmate is awake or not; she guesses not.

"Rachel?" she whispers.

The only answer she gets is Rachel's other hand sliding under then around her to reach under her nightshirt. She goes with it. She enjoys the sensations traveling through her body as Rachel toys with her breast and continues to grind against her backside. Clothes are removed soon after. Rachel's bare skin against hers has her feeling tingles everywhere. Rachel's tongue sliding along the crease between her thigh and pelvis makes her breath hitch. She fists the sheets when Rachel's tongue assaults her clit. She tries to move but Rachel holds her steady. Rachel's tongue is ruthless. Twisting and turning and doing entirely too much; Mercedes doesn't last long. She screams her release and barely has time to catch her breath before Rachel is moving up her body again.

When their lips meet, Mercedes tangles her fingers in Rachel's silky hair. She has a brief thought of letting Rachel finish, especially when the girl's thick cock bumps against her vagina. She ultimately decides that she wants Rachel awake and fully aware. It is their first time after all, and she wants Rachel to remember it with her. It takes a few tries. Sleep-Rachel is adamant about Mercedes keeping her hands in one place. Once she's finally able to reach Rachel's ribs she goes in for the kill.

Rachel quickly grabs at Mercedes' hand and moves it away as her eyes fly open. It takes her a moment to properly focus on the girl underneath her.

"Um, hi?" Rachel says.

Mercedes smiles then moves to kiss Rachel. Not long in to the kiss is when Rachel notices how very naked they are. She pulls away from the kiss and sets her gaze down then back up their naked bodies. She swallows thickly before she speaks.

"I'm sor…"

Mercedes cuts her off with a finger to her lips.

"I already told you, you've never done anything that I didn't want. Tonight's no different. I know how to wake you up now so I did. Not because I wanted you to stop, but because I wanted you to properly share the experience with me," Mercedes states.

Mercedes pushes Rachel's shoulders until they've switched positions. She grinds her dripping core against Rachel's still throbbing hard cock and relishes the moan that comes from Rachel's mouth.

"Of course, if you really want to, we could just stop and go back to sleep," Mercedes teases.

"I don't think so," Rachel says as she sits up.

She crashes their lips together. There's a flavor on her tongue that she can't quite place, but she can guess what it is. She rolls them back over so that she's once again lying on top of Mercedes. She moves slightly to the side while still in between the girl's legs and guides a single digit through slippery wet folds. She marvels at the liquid collecting there. She brings her finger to her mouth and moans at the flavor; finding her suspicions are correct. She teases Mercedes; slowly moving one finger back and forth in the girl's moisture. She places feather light touches over Mercedes' engorged clit and frequently laps at her finger; allowing her tongue to dispose of the gathered liquid.

"Baby if you're not inside me soon, I swear I'm going to explode."

Mercedes' heated words make Rachel's cock twitch. Rachel slides a single digit into Mercedes' canal.

"How's that?" Rachel asks.

"Mmm, okay, but you can do better," Mercedes replies.

Rachel moves down and spreads Mercedes' legs as she uses her tongue to penetrate.

"Oooh."

Rachel teases Mercedes; slowly sliding her tongue in and out of slick folds several times before she flattens the muscle and licks from Mercedes' opening to her clit; swirling her tongue lazily around the bundle of nerves.

"How about that?"

"Better," Mercedes answers breathily. "But still … not what I want right now."

Rachel slowly crawls her way up Mercedes' body and purposefully bumps the girl's clit with the tip of dick.

"Then tell me what you want beautiful."

Mercedes replies with no hesitation.

"I want to cum with your dick deep in my pussy. I want you to fuck me so hard that I lose the ability to speak."

Rachel groans as she moves forward to capture kiss swollen lips. Mercedes' hand ventures down in between their bodies. She grips Rachel's rigid length and guides the girl to her goal.

"No wai…"

Mercedes doesn't wait. Her back arches as inches of Rachel slip inside her core. She wraps her legs around the diva's waist to keep her from pulling away.

"Can't wait anymore baby," Mercedes whispers.

"Oh fuck," Rachel moans.

Rachel's mind is warring with her. The feeling she gets when she's completely sheathed inside Mercedes is indescribable. A part of her wants … needs to keep going; she can't seem to get her hips to cease movement. She's been waiting, they've both been waiting, for this moment. To be completely connected and immersed in pleasure. But the other part of her, the responsible part, is screaming at her to put on a condom.

"Ooo shit, Rachel."

Mercedes moaning her name like that isn't helping her to clear the lust-cobwebs from her brain. Mercedes' nails raking down her back are far less than unhelpful.

But somehow she finds it; she finds the ability to pull away.

"Baa-by?" Mercedes complains.

"I know I know, I just really think we need to use this."

Rachel pulls the condom from her bedside drawer and quickly rips it open with her teeth. She's momentarily distracted by the vision of Mercedes rubbing her clit.

"You should hurry. I don't think this will take long," Mercedes moans.

Rachel snaps out of her trance and seconds later she's completely engulfed in liquid heat. She can feel Mercedes' nails leaving marks down her back; she doesn't mind.

"Oohh my … fuck."

Rachel doesn't mind Mercedes' moaned words either; she revels in them. Every moan, every broken word, every red line etched in to her skin spurs her onward; makes her push deeper, harder.

"Soo … good."

It's hard for Rachel to really form sentences. She's entranced. Her only goal is to maximize their pleasure. She glides a hand down sweat-slicked skin and takes hold of one of Mercedes' legs. She pulls the limb up until it's balanced on her shoulder.

"Ooh sshhii … ahh fuck Rachel."

The slight position change makes the tip of Rachel's cock bump in to Mercedes'

g-spot. Her thrusts quickly gain speed.

"So sexy Mercedes."

Rachel slows her movements momentarily. She glances down at the goddess beneath her. Dark hair fanned out on her pillow, skin slick with sweat. Mercedes opens her eyes and meets Rachel's gaze. Even in the extremely dim light of the room they can see the passion reflected in each others' gaze.

Their lips meet wordlessly, almost desperately. One of Mercedes' hands finds its way to Rachel's hair as the kiss deepens; the other hand continues to use Rachel's back as a sketch board. She feels Rachel's cock swell inside her; stretching her just a bit more. Her quivering walls grow even slicker as they begin to squeeze and choke Rachel's probing hardness. Their kiss grows sloppy and their hip movements steadily get jerky.

"Cedes?" Rachel whispers the name.

She's barely holding on. She connects her forehead with Mercedes' as she grips the girl's hip tighter.

"Yes … fuck yes baby make me cum!"

The high pitched words tumble out of Mercedes' mouth. Her grip on Rachel's hair tightens as her back begins to arch.

"Rachel … FFFUUUAAAAHHHH!" Mercedes screams as her nerve endings explode.

"UUUHHHHH!" Rachel's groan sounds deep in her throat.

All there is, is feeling.

Mercedes' slick walls gripping her member. The twitching of her cock as it spurts a seemingly never ending stream of cum.

All there is, is feeling.

Rachel's dick deep inside her quaking pussy. Hot liquid gushing from her womb and drenching the bed beneath her.

Their hips move of their own accord as they ride out their explosive orgasm.

Several minutes later when most of the trembles have stopped, Rachel sets Mercedes' leg down and gazes at the girl. When Mercedes is able to turn her head and gaze back at Rachel, she sees a small grin forming on the brunette's face.

"So … how's your speech?" Rachel isn't sure why she's whispering.

Mercedes tries to open her mouth but doesn't quite manage it. Rachel's grin turns in to a smile the more she watches Mercedes fail. When Mercedes playfully smacks her on the shoulder she can't help but laugh. Seconds later Mercedes finds her voice and laughs with Rachel.

"Fuck you Berry."

"You kind of just did," Rachel giggles.

Mercedes doesn't respond with words. She claims Rachel's lips in a searing kiss. When she pulls away she can feel Rachel's semi hard cock twitching inside her. Rachel stares at her, barely breathing.

"Not just yet I haven't," Mercedes says.

Mercedes rolls them over so she's on top. She thrusts forward as she kisses Rachel. When Rachel's hands mingle with her hair she begins to use the muscles of her cunt to squeeze Rachel's cock. When the brunette is almost completely hard she pushes on Mercedes' hips. Mercedes pulls away and looks back at Rachel with half-lidded eyes.

"I should get another condom," Rachel pants.

She begins to move but Mercedes stops her.

"I'll get it."

Rachel watches as Mercedes pulls away from her and retrieves a fresh condom from her nightstand drawer. Mercedes pulls the used condom off and tosses it to the floor. She uses her tongue and mouth to thoroughly clean Rachel, which Rachel very much appreciates, and then she rolls on the fresh condom. She stalks up Rachel's body on her hands and knees like a panther going in for the kill. Rachel watches her with shortened breath. Rachel's back arches as Mercedes lowers herself on to her stiffened member. Her hips roll in time with Mercedes as they build a steady rhythm.

After a few minutes a thought forms in Rachel's mind, this is her first time. She now knows that she's had sex with Puck, but she was asleep and totally unaware of their encounters. In her eyes tonight, with Mercedes, is her first time. It's a sobering thought. She's excited, because Mercedes is beautiful and a sweetheart and she loves how Mercedes feels moving on top of her. But she's also nervous. She wonders if her stamina will hold up; if the sounds Mercedes is making are practiced or true indications of what Rachel is making her feel; if she'll get brushed aside after a few more weeks. All of her insecurities begin to stream through her head; she doesn't notice when her body stops moving.

"Hey?"

Mercedes' whispered voice brings Rachel out of her head.

"Where are you?" Mercedes asks the question while gently caressing Rachel's face.

"I'm sorry," Rachel leans in to the touch and closes her eyes, "I guess I just got distracted."

"Distracted? Should I take offense to that?" Mercedes asks.

Rachel hears the playfulness in Mercedes' voice and chuckles.

"No, honey, you're perfect. I just … I'm sorry."

"Don't be sorry babe, just talk to me. What's wrong?"

Mercedes tries to move, thinking that round two won't happen after all, but Rachel holds her in place.

"I like how this feels, don't move. As odd as it sounds, that's why I got distracted. Being with you like this feels amazing and I'm going to be able to remember it in the morning and I just really want to make sure it's memorable for you too."

Mercedes leans in and claims Rachel's mouth. The kiss is slow, but short.

"There is nothing that isn't memorable about you Rachel Berry. And if for some horrible reason I forget tonight, I'm betting that there will be many nights to come for you to remind me."

"How many more nights?"

Rachel can't help but ask the question.

"I told you I wanted you to myself for awhile before we did the Santana thing. Did you think she would be the end of it?"

Rachel shrugs her shoulders, "maybe?" she says unsurely.

Mercedes leans down a chuckles wickedly in Rachel's ear, "you're not getting away that easily Berry."

She takes Rachel's earlobe between her teeth and tugs on it while rolling her hips and bearing down on Rachel's stiffness still buried inside her.

"I have plans for you," Mercedes says with another roll of her hips.

Rachel meets her thrust and grips her hips.

"Mmmm, anything you want," Rachel moans.

Their mouths connect in a deep lingering kiss. Not many words are spoken after. They find a steady rhythm and soon the room is filled with sound; heavy breathing; broken words; sweat-slicked bodies sliding against each other; the consistent _bang, bang, bang_ of the headboard against the wall.

Rachel peppers Mercedes' chest with kisses before taking a nipple into her mouth. Mercedes presses her hand to the back of Rachel's head; holding the brunette in place. A fleeting thought about angles and sexual positions flies through Rachel's mind and she rises up so her back is close to a thirty degree angle with her bed.

"Oooh!"

Mercedes' moans go up an octave and Rachel can feel her cock being gripped tighter. It doesn't take much longer for Mercedes to tip over the edge. She holds Rachel close as the climax tears through her body. When she catches her breath, she steals Rachel's in a searing kiss.

"Did you?" Mercedes asks; feeling Rachel still hard inside of her.

"Not yet. I want to try something," Rachel replies.

She positions Mercedes on all fours then enters her slippery opening from behind. She almost blows her load after one thrust. Mercedes is beyond wet and from this position Rachel can thrust deeper, giving them both even more pleasure than before. She moves slowly at first; relishing the feeling of Mercedes squeezing all of her eight inches.

"Faster baby," Mercedes whispers between her moans.

There's a fire building inside her. She enjoys Rachel's slow movements behind her, but she craves more. She grips a nearby pillow and her eyes roll back in to her head when Rachel obliges her request. A powerful release creeps up on them both, and they collapse in to a sweaty pile on the mattress.

When they open their eyes on Saturday they only leave the house once; to get more condoms. They're naked for the rest of the weekend. They only leave Rachel's bed to get food and take bathroom breaks.

By the start of homeroom Monday morning, everyone knows their now a couple. They make it obvious by making out at Rachel's locker. They got a variety of reactions. Jacob Ben Israel is jealous because he never got over his crush on Rachel. Puck gives them a winning smile and two thumbs up. A couple of jocks try to give them slushie facials, but Santana has already planned for that; the two boys end up naked and covered in molasses and feathers hanging from the flagpole in front of the school.

By the end of the week the hype dies down, and only Santana seems to keep a wanting eye on the couple. She knows she has to wait, but she hates waiting. She won't rush them though because her plans may change. There's a bit of something between her and Tina now and she's getting the feeling that she doesn't want to just play around with what could happen between them. But on the other hand, the head cheerleader has found that she has a kindred spirit in her fellow Glee clubber. So perhaps her future venture with Rachel and Mercedes will include a plus one; she's sure Tina will help her bide her time until it's decided.

* * *

Review please


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